Senior Corporate Securities Attorney

Goodspeed Merrill (GM), a rapidly growing, full-service business law firm located in south metro Denver's Meridian community, is seeking an experienced Senior Corporate Securities Attorney to join our Corporate practice group. This role focuses heavily on private securities offerings (exempt from registration), private fund formation, advising registered investment advisers (RIAs) and their principals, and related corporate governance items (shareholder agreements, operating agreements, etc.). Key Results
Deliver practical, business-focused guidance on U.S. federal and state securities compliance for domestic and foreign issuers, with a strong emphasis on private placements and exemptions from SEC registration.
Advise registered investment advisers (RIAs) on securities, regulatory, compliance, disclosure, and governance matters, including coordination with fund formation and offering activities.
Draft and oversee private offering materials, subscription documents, corporate governance, shareholder agreements, operating agreements, and related regulatory compliance.
Identify securities compliance and governance issues and provide clear, practical solutions for privately held companies and investment sponsors in private placement offerings.
Knowledge of FINRA rules and familiarity with state securities laws.
Monitor regulatory changes and develop internal securities compliance policies and client-facing training programs.
Manage multiple client relationships and collaborate with accountants, investment professionals, and other advisors.
Mentor junior attorneys and legal staff.
Qualifications

• Substantial Law Firm Experience with a proven track record working in a multi-client law firm environment, managing and servicing a diverse portfolio of corporate clients simultaneously.
• Demonstrated experience advising clients on capital raises of $1,000,000 or more from multiple investors (including friends and family) using equity, debt and /or convertible security structures, including identifying, advising and selecting effective and efficient registration exemptions (Regulation A; Regulation D and related safe-harbors).
• 5+ years of securities law experience, including significant work with private securities offerings, venture capital financing, startup counseling, Regulation D, A, and S, and private fund formation.
• Demonstrated experience advising RIAs, fund managers, or investment sponsors on securities and regulatory matters.
• Strong background in preparing private placement memoranda and related disclosure documents.
• Juris Doctor from an accredited law school.
• Licensed to practice law in Colorado (or ability to obtain admission).

Skills and Abilities
Ability to independently run point on private placement exemptions from SEC registration, with expert-level command of Regulation D (Rules 506(b) and 506(c)), Regulation A, and other primary registration exemptions.
Advanced capability in analyzing investor profiles (e.g., accredited vs. non-accredited status) to determine, select, and execute the most appropriate exemptions from securities registration.
Extensive, hands-on experience drafting comprehensive private placement memoranda (PPMs), subscription agreements, investor questionnaires, and required SEC/state notice filings (e.g., Form D).
Expert drafting skills for the underlying corporate governance documents necessary for capital raises, including complex operating agreements, shareholder agreements, and investor rights agreements.
Deep knowledge of private securities offerings (equity, debt, and convertible instruments), investor qualification, disclosure obligations, and SEC compliance.
Strong understanding of securities law, SEC regulations, and corporate governance, particularly as applied to privately held companies and investment advisers.
Ability to work independently while collaborating in a complex, fast-moving practice area.
Excellent drafting skills and sound judgment in selecting practical legal strategies.
Strong organizational skills and ability to manage competing priorities.
Proven leadership, communication, and relationship-building skills.
~ Business-development mindset and interest in a long-term role within a growing firm.

To Work with GM, You Should Appreciate
A client-first mindset and willingness to step in as client needs dictate.
A culture of high performance that still values enjoyment of the work and the people.
Flexibility in how we operate as a growing, entrepreneurial law firm.
A team-oriented environment with a “no task too small” attitude.
Compensation and Benefits

• Salary Range - $144,000 - $160,000 (depending on experience)
• Quarterly Bonus Potential - from 3% to 16% of total realized revenue with no billable hour requirements. Bonuses are tied to clear objective metrics, offering substantial earning potential for high performers.
• Medical Insurance (Employer pays 75% employee only)
• Dental Insurance (Employer pays 50% employee only)
• Vision Insurance (Employer pays 50% employee only)
• Life Insurance (Employer pays 100% employee only)
• Short-term Disability Insurance (Employer pays 100% employee only)
• Long-term Disability Insurance (Employer pays 100% employee only)
• Attorney Student Loan Support Program (financial assistance toward student loans)
• 401(k) plan - with Employer matching up to 3.5%
• Discretionary Paid Time Off
• Holiday pay (9 days / year)
• State Bar dues and CLEs
• Voluntary Critical Illness, Accident, Life, and Hospital Indemnity options.
• Professional Growth - Opportunities for advancement in a growing firm.

Culture
As part of our application process, please complete the Culture Index Assessment. It only takes about 8 minutes.
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Legal Disclaimer
Goodspeed Merrill is an Equal Opportunity Employer. We do not discriminate based on race, color, religion, national origin, sex, age, disability, genetic information, or any other status protected by law. Employment decisions are based on job-related qualifications and business needs.